Family Dollar Confirms Receipt of Unsolicited Conditional Proposal from Trian Group

MATTHEWS, N.C., Feb. 15, 2011 /PRNewswire/ -- Family Dollar Stores, Inc. (NYSE: FDO) today confirmed that it has received an unsolicited conditional proposal from Trian Group to acquire the Company at a price in the range of $55 to $60 per share in cash, subject to due diligence, financing and other conditions.  Family Dollar's Board of Directors, in consultation with its financial and legal advisors, will review the proposal in due course.  

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Morgan Stanley & Co. Incorporated is acting as financial advisor to Family Dollar and Cleary Gottlieb Steen & Hamilton LLP is acting as legal counsel.

About Family Dollar

Beginning with one store in 1959 in Charlotte, North Carolina, the Company currently operates more than 6,800 stores in 44 states. Family Dollar Stores, Inc., a Fortune 500 company, is based in Matthews, North Carolina, just outside of Charlotte and is a publicly held company with common stock traded on the New York Stock Exchange under the symbol FDO. For more information, please visit www.familydollar.com.

Cautionary Statements

Certain statements contained in this press release are "forward-looking statements" that are subject to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.  These forward-looking statements address certain plans, activities or events which the Company expects will or may occur in the future and relate to, among other things, the state of the economy, the Company's investment and financing plans, net sales, comparable store sales, cost of sales, SG&A expenses, earnings per diluted share, dividends and share repurchases.  Various risks, uncertainties and other factors could cause actual results to differ materially from those expressed in any forward-looking statement.  Consequently, all of the forward-looking statements made by the Company in this and in other documents or statements are qualified by factors, risks and uncertainties, including, but not limited to, those set forth under the headings titled "Cautionary Statement Regarding Forward-Looking Statements" and "Risk Factors" in the Company's most recent Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q filed with the Securities and Exchange Commission up to the date of this release.  

Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release.  The Company does not undertake to update or revise these forward-looking statements even if experience or future changes make it clear that projected results expressed or implied in such statements will not be realized, except as may be required by law.

SOURCE Family Dollar Stores, Inc.

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